GreenWood Investors, LLC and its affiliates (together, which shall be referred to as “Us,” “We,” “GreenWood” or “the Company”), has developed a service called “GreenWood Research Access Subscription” (the “Service”). By accessing or using our web site (such web site, along with the Service, referred to as, the “Site”) at gwinvestors.com, you (“You” or the “User”) signify that You have read, understand and agree to be bound by these Terms of Use (the “Terms of Use”), whether or not You are a registered member of GreenWood Investors. We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Use at any time without prior notice. Whenever we modify our Terms of Use, we will post the revised version of the Terms of Use on the Site and we will indicate at the top of this page the date these Terms of Use were last revised. Your continued use of the Site after any such changes constitutes your acceptance of the new Terms of Use. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Use and to review such changes.

PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.

ELIGIBILITY

Membership is void where prohibited. This Site is intended solely for users who are eighteen (18) years of age or older. By using the Site and/or becoming a member of GreenWood Investors You confirm and represent that You are at least eighteen (18) years of age or older and You are a professional investor with a sophisticated knowledge of investment markets, an understanding of the risks of investing and an understanding of the limitations of the Site and the Content (as described below), or a compliance or legal professional employed by such professional investors.

PROPRIETARY RIGHTS IN SITE CONTENT; LIMITED LICENSE

Excluding the User Content (as defined below), all content on the Site (including, without limitation, all company information, investment research, financial/valuation/trading data, blog entries, general text, design, etc. and their selection and arrangement (collectively, the “Site Content”) is the proprietary information of the Company, with all rights reserved by Company. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company’s prior written permission in each instance. Provided that You are eligible for use of the Site and subject to the terms and conditions of these Terms of Use, You are granted a limited license to access and use the Site and the Site Content and to download or print a copy of any portion of the Site Content to which You have properly gained access solely for your own use, provided that You keep all copyright or other proprietary notices intact. You may not upload or republish Site Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of the Site Content is strictly prohibited. Such license is subject to these Terms of Use and does not include use of any data mining, robots or similar data gathering or extraction methods. Any use of the Site or the Site Content other than as specifically authorized herein, without the prior written permission of Company, is strictly prohibited and will terminate your limited license granted herein. Such unauthorized use may also violate applicable laws including securities, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Use shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. Your license is revocable at any time without notice and with or without cause.

TRADEMARKS

The name GreenWood Investors and other GreenWood trademarks, service marks, and logos of the Company (the “Company Trademarks”) used and displayed on this Site are registered and unregistered trademarks or service marks of the Company.

Other company, product, and service names located on the Site may be trademarks or service marks owned by third-parties (the “Third-Party Trademarks”, and, collectively with the Company Trademarks, the “Trademarks”). Nothing on this Site or in these Terms of Use should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on this Site without the prior written consent of the Company specific for each such use. The Trademarks may not be used to disparage the Company or the applicable third-party, the Company’s or third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any web site is prohibited without the Company’s prior written consent

EXTERNAL LINKS

The Site may contain links to third-party web sites (“External Sites”). These links are provided solely as a convenience to You and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or Webmaster for those External Sites if You have any concerns regarding such links or any content located on such External Sites. The Company not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of any materials on such External Sites. You should take precautions when downloading files from all web sites, including the External Sites, to protect your computer from viruses and other destructive programs. If you decide to access any External Sites, You do so at your own risk.

PRIVACY

Click here to view the GreenWood’s Privacy Policy. By using the Site, You are consenting to have your personal data transferred to and processed in the United States.

DISCLAIMERS & LIMITATION OF LIABILITY

Site Content is distributed for informational purposes only. Neither the information nor any opinions expressed constitute a recommendation to buy or sell the securities or assets mentioned, or to invest in any investment product or strategy related to such securities or assets. It is not intended to provide personal investment advice, and it does not take into account the specific investment objectives, financial situation or particular needs of any person or entity that may receive the Site Content. Persons reading the Site Content should seek professional financial advice regarding the appropriateness of investing in any securities or assets discussed in the Site Content. GreenWood’s opinions are subject to change without notice. Forecasts, estimates, and certain information contained in the Site Content are based upon proprietary research, and the information used in such process was obtained from publicly available sources. Information contained in the Site Content has been obtained from sources believed to be reliable, but such reliability is not guaranteed. Investment accounts managed by GreenWood Investors LLC and its affiliates may have a position in the securities or assets discussed in the Site Content. GreenWood Investors LLC may re-evaluate its holdings in such positions and sell or cover certain positions without notice.

LIMITATION ON LIABILITY

In no event will GreenWood and its affiliates, directors or employees be liable to You or any third person for any direct, indirect, consequential, exemplary, incidental, special or punitive damages of any kind, including but not limited to, any lost profits, trading losses, loss of business or loss of data arising from your use of the Site or the Site Content.

INVESTMENT PERFORMANCE

You specifically acknowledge that none of the Company Parties will be held liable for losses or gains arising out of any Site Content or Content of any type on the Site and that no GreenWood employee will be held liable for losses or gains arising out of any Site Content or Content of any type on the Site. You acknowledge that your investment decisions/ recommendations are made entirely at your election and that Site Content is solely one additional source of information in assisting You to make those determinations.

INDEMNITY

You agree to indemnify, defend and hold harmless the Company Parties harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with the Site; your use of and/or inability to use the Site; and any Site Content.

USER MUST COMPLY WITH APPLICABLE LAWS

The Site is based in the United States. We make no claims concerning whether the Site Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Site and/or the Site Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Site Content to countries or persons prohibited under the export control laws. By downloading the Site Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Site Content.

U.S. GOVERNMENT RESTRICTED RIGHTS

The Site (including the Site Content) is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Site or Content by the Government constitutes acknowledgement of our proprietary rights in the Site and the Site Content.

OTHER

These Terms of Use constitute the entire agreement between You and Company regarding the use of the Site, superseding any prior agreements between You and Company relating to your use of the Site. The failure of Company to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Use shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. These Terms of Use shall be governed by the law of the State of New York, without giving effect to choice of law principles.